Dropsuite (ASX:DSE) recommended that shareholders vote in favor of the proposed acquisition by NinjaOne, in the absence of a superior proposal, according to a Tuesday filing with the Australian bourse.

Under the terms of the all-cash offer, NinjaOne will acquire 100% of Dropsuite's ordinary shares for AU$5.90 each, valuing the company at approximately AU$420 million, the filing said.

The offer represents a 34.1% premium over Dropsuite's latest closing share price of A$4.40 per share, the filing added.

Topline Capital Management, which controls 31% of Dropsuite's shares, has confirmed its support for the proposal, the company said.

The deal, to be effected via a Scheme of Arrangement, is subject to shareholder approval, court approval, and regulatory clearances, including Australian Foreign Investment Review Board approval, the company added.

The scheme meeting for shareholder votes is expected to take place in early May this year, with the scheme likely to be implemented by the end of May.

An independent expert report assessing the transaction's fairness and recommending it in the best interest of shareholders is also expected in March 2025.

Shares of the company rose 30% in recent Tuesday trade and earlier hit an all-time high.